TIDMIPX

RNS Number : 3547H

Impax Asset Management Group plc

03 December 2020

Impax Asset Management Group plc

Results for the year ended 30 September 2020

London 3 December 2020 - Impax Asset Management Group plc ("Impax" or the "Company"), the specialist investor focused on the transition to a more sustainable global economy, today announces final audited results for the year ending 30 September 2020 (the "Period").

Business highlights

   --    Assets under management ("AUM") increased 34% to GBP20.2 billion (2019: GBP15.1 billion) 
   --    Net inflows of GBP3.5 billion (2019: GBP1.4 billion) 
   --    Major investment strategies have continued to outperform global and regional markets 

-- Net inflows of over GBP1.9 billion in the first two months of the new financial year contributed to AUM rising to GBP23.4 billion by 30 November

Financial highlights

   --    Revenue increased 19% to GBP87.5 million (2019: GBP73.7 million) 
   --    Adjusted operating profit grew by 29% to GBP23.3 million (2019: GBP18.0 million) 
   --    Profit before tax of GBP16.7 million (2019: GBP18.9 million) 
   --    Shareholders' equity increased 13% to GBP71.5 million (2019: GBP63.2 million) 

-- Proposed final dividend of 6.8 pence per share (2019: 4.0 pence) which together with the interim dividend of 1.8 pence per share (2019: 1.5 pence) gives a total for the year of 8.6 pence per share (2019: 5.5 pence), up 56%.

   --    Cash reserves of GBP37.4 million (2019: GBP26.2 million) 

Keith Falconer, Chairman, commented:

"Impax has proven highly resilient throughout the COVID-19 crisis to deliver outstanding success. Over the Period we expanded our headcount by 12% and I am also very pleased that the functional integration of the New Hampshire-based Pax World Management business, which Impax acquired in January 2018, is largely complete. Furthermore, we signed an updated distribution agreement with BNP Paribas Asset Management that cements our long-term relationship with this important partner."

Ian Simm, Chief Executive, added:

"I would like to thank all my colleagues who have worked extremely hard and effectively to deliver Impax's excellent set of results, marked by multiple industry awards and significant growth across key performance indicators.

"Over the 12 months to 30 September 2020, our AUM increased by 34% to GBP20.2 billion and has expanded further in the first two months of the new financial year, reaching GBP23.4bn on 30 November 2020. Year-on-year, our revenue was up 19%, driven by annual net inflows of GBP3.5 billion into the funds and accounts that we manage (up from GBP1.4 billion in the prior year). We have sustained strong investment performance across major investment strategies and currently have a solid pipeline of potential new business.

"Impax's investment thesis is based on our belief that companies that are benefiting from the transition to a more sustainable economy should, on average, out-perform their peers in other markets. Over the past 12 months we have seen further evidence supporting this view. There are strong reasons to believe that governments, investors and consumers are seeking to steer capital towards markets that offer inherent resilience to environmental and social problems."

Enquiries:

Impax Asset Management Group plc

   Ian Simm, Chief Executive                                         +44 (0)20 7434 1122 (switchboard) 

Paul French, Corporate Communications Director

Montfort Communications

   Gay Collins                                                                  +44(0)77 9862 6282 
   Louis Supple                                                               +44(0)77 3943 0102 

impax@montfort.london

Peel Hunt LLP, Nominated Adviser

   James Britton or Rishi Shah                                       +44 (0)20 7418 8900 

LEI number: 213800AJDNW4S2B7E680

CHAIRMAN'S INTRODUCTION

COVID-19 has affected all our lives. During what has been a very difficult time for businesses around the world, the Board has been impressed that Impax has not only proven highly resilient throughout the crisis but has gone beyond just "business as usual" to deliver outstanding success. On behalf of my fellow Directors, I would like to pay tribute to the management team for leading the further expansion of the Company and to all our staff for their continued commitment and diligence while working away from the office.

During the 12 months to 30 September 2020 (the "Period"), Impax's assets under management and advice ("AUM") grew by 34% to GBP20.2 billion. Investment performance has been strong across all our major strategies. These results are reflected in the many prestigious industry awards that Impax won last year.

Over the Period we expanded our headcount by 18 (12%) to ensure we had sufficient resources in investment management, client service and in each of the support teams. I am also very pleased that the functional integration of the business in New Hampshire, which Impax acquired in January 2018, is largely complete. Furthermore, we signed an updated distribution agreement with BNP Paribas Asset Management that cements our long-term relationship with this important partner.

In addition to highlighting the Company's successful growth in AUM and profitability I would also like to draw attention to a number of important non-financial developments, as you would expect from an investment manager which focuses beyond the short-term financial results. Achieving our vision and business goals requires a culture where Impax colleagues can deliver their best, adapt and learn continuously, and stay ahead in an increasingly competitive arena. To this end, the senior management team has refreshed our objectives in the management of talent and has introduced a structured programme of leadership training.

We have also made good progress in the area of equality, diversity and inclusion, in particular with the formation of a Company-wide group to coordinate our initiatives in this area; Lindsey Brace Martinez regularly attends the meetings of this group as the Board sponsor of this work. We remain focused on increasing the number of women in our business, especially at senior levels, which over time will continue to reduce the senior management gender pay gap.

We also continue to make strides with our sustainability initiatives, including a new commitment to retain our "net carbon positive" status across our operations and corporate investments.

These important developments and our strong long-term investment performance have been recognised and applauded by the investment industry again this year. In addition to the numerous awards we have won, I congratulate Ian Simm on his recognition from Financial News as "Industry Leader of the Year (male)".

Keith Falconer

2 December 2020

CHIEF EXECUTIVE'S REPORT

I am pleased to report that Impax has had an outstanding year. During the 12 months ending 30 September 2020 (the "Period"), the Company's assets under discretionary and advisory management ("AUM") increased by 34% to GBP20.2 billion, which included GBP3.5 billion of net inflows into the funds and accounts that we manage. By 30 November 2020, AUM had reached GBP23.4 billion.

Impax has remained fully operational since the start of the pandemic. We have focused on protecting the health and safety of our colleagues, while continuing to provide a seamless service to clients and fulfilling obligations to our shareholders and other stakeholders. We have sustained strong investment performance while we have also been able to expand our operations and team in line with the needs of the business.

Highly attractive investment opportunities

Government policies around the world continue to support our investment thesis, and this year we have witnessed more debate than ever before on what a sustainable economy will look like.

Impax's investment thesis is based on our belief that companies that are benefiting from the transition to a more sustainable economy should, on average, out-perform their peers in other markets. Over the past 12 months we have seen further evidence supporting this view.

While global health care and related social issues have dominated the policy and media agendas in recent months, the impact of climate change has never been more keenly felt. This year has seen the worst wildfires in US history, and summer in the northern hemisphere has been the hottest since records began, with the coverage of Arctic sea-ice reaching another historical low. The impacts of climate change have been largely in line with scientific models, but the human and social cost appears to be much greater than expected.

Against this backdrop, there are many compelling reasons for optimism, with large flows of private capital into climate-mitigating technologies and business models, shareholder activism against the worst polluters, rapidly rising consumer interest, and ever more robust environmental regulation.

Investment performance

The listed equity strategies managed by our London-centred team have performed well. The two largest strategies, Water and Leaders, posted increases of 9.6% and 14.8% respectively for the Period, against their global comparator index, the MSCI All Country World ("ACWI") which returned 5.3%. The Specialists strategy, which is the basis for our UK investment trust, Impax Environmental Markets plc, returned 13.9%, and in March, this trust joined the FTSE 250 index.

The Asia-Pacific strategy was the standout performer with returns of 19.3% reflecting the strong recovery in most regional stock markets, while our fastest-growing strategy, Global Opportunities, returned 12.9%, outperforming the ACWI by 7.6%. The Sustainable Food strategy, which has a relatively defensive investment approach, returned 3.3%, 2% below ACWI but outperforming its specialist benchmark by 5.6%.

Performance from the Pax World Funds managed by our US-based team has improved considerably, with more than half of the funds significantly outperforming their benchmarks, and three funds ranked in the top decile of their respective peer groups. This fund range has had positive net inflows of over USD380 million over the Period, with allocations focused on the Pax Global Environmental Markets Fund, Pax Global Women's Leadership Fund and the Pax Large Cap fund.

Real Assets

Our team investing in markets linked to renewable power generation made good progress in investing our third fund, Impax New Energy Investors III ("NEF III"), committing additional capital in Norway, France and Germany and making its first commitments in Spain. We expect this fund to be fully invested by the end of 2021 and are advancing our plans to raise additional capital in this area.

Client Service and Business Development

Impax experienced another year of strong net inflows from investors around the world.

This year our business development in the UK has been particularly successful. The Global Opportunities mandate that we manage on behalf of St James's Place recorded net inflows of GBP877 million, while our Irish UCITS fund range received GBP269 million on a net basis. In Continental Europe total net inflows were GBP1.1 billion, with contributions from direct sales to institutional investors and from our distribution partners, particularly Formuepleje in Denmark, ASN Bank in the Netherlands, and BNP Paribas Asset Management ("BNPP") across multiple countries in the region.

In November 2020, we announced that BNPP had executed its plan to reduce its holding in the Company from c.24.5% to c.14.0%, having seen a very positive return on their original investment made in 2007. BNPP remains Impax's largest shareholder and a key distribution partner. The relationship was cemented with a new distribution agreement on very similar terms to the Memorandum of Understanding covering distribution that has been in place since 2007.

Although the pandemic delayed some institutional mandate searches, we expect these to catch up in 2021. Our North American business had another strong year, with positive net inflows of USD 778 million. We are seeing an increasing number of buy recommendations from investment consultants and are continuing to build our relationships with leading asset owners in the US. We also extended our work in Canada, with new sub-advisory mandates for NEI Investments and Desjardins.

Beyond investment returns

In addition to the pursuit of excellent investment returns, we focus on four broader areas. First, our corporate engagement aims to enhance our understanding of investment risk. In 2019 we engaged with over 100 companies, or close to half of all those in which we invest.

Second, as pioneers in the calibration of the positive environmental impact of our investments, we have issued our sixth annual Impact Report which covers listed equities and also describes how we have applied our methodology to the fixed income portfolios that we manage.

Third, we have strengthened our connections to the environmental science community with the aim of augmenting our work on climate risk and, more recently, biodiversity. In October we published a white paper on physical climate risk and have also become a core member of the Coalition for Climate Resilient Investment and joined efforts to set up a new Task Force on Nature-related Financial Disclosures.

And finally, this year we also have expanded our specialist policy team in order to deepen our policy insights as well as our contributions to the development of effective future laws and regulations. Over the year, we have joined a number of organisations and initiatives, including the Confederation of British Industry's Energy & Climate Change Board, the Climate Financial Risk Forum and the Energy Transitions Commission.

Developing Impax's talent

We have continued to recruit through the pandemic, and our team now comprises 175 individuals, an increase in headcount of 12% since the start of the Period.

As our volume of business has grown, we have also taken several important steps to expand and strengthen our HR operations and talent management systems. This has included refreshing our objectives to ensure that our colleagues can thrive in their current roles and also look forward to attractive career prospects. This year we have focused on developing the leadership skills of our managers, mapping out plans to enhance equality, diversity and inclusion, and, in these challenging times, are devoting particular attention to supporting our colleagues' well-being and mental health.

We have accelerated the integration of our New Hampshire-based team, who joined us in 2018 following the acquisition of Pax World Management LLC. We have now completed the formation of global teams in several areas, including actively managed listed equities, trading, finance, compliance and HR, and have undertaken additional integration projects in marketing and the definition of a common corporate culture.

Awards and industry recognition

In April Impax was honoured to receive the Queen's Award for Enterprise in the Sustainable Development category for a second time. This represents a significant endorsement of the team's hard work over the past two decades in encouraging companies to improve their sustainability as well as supporting the growth of pioneering new sustainable businesses.

The Company's expertise has also been acknowledged through numerous prestigious industry awards again this year. These include the Global Investor Investment Excellence awards 2020 (Boutique Manager of the year), FT Pensions Expert PIPA Awards (highly commended in the ESG/SRI Manager of the Year category) and Impax was named one of the Corporate Knights' "Green 50 Top Business Moves for the Planet" list. Furthermore, after Period end we were proud to announce three further award wins: "Ambition Nation Listed 50" award (from Finncap), "Boutique of the Year - Equities" from Financial News, and "European Specialist Investment Firm of the Year" from Funds Europe.

In the United States Pax World Funds was recognised by Bloomberg and the United Nations as one of "50 Climate Leaders" and Ethical Corporation assigned a coveted "Highly Commended" designation to the Pax Ellevate Global Women's Leadership Fund. Joe Keefe, President, was acknowledged as one of the "10 leaders of ESG and Impact Investing" in the US by Investment News and Impax joined the "Best Companies to Work for in New Hampshire" Hall of Fame.

For the seventh consecutive year, Impax has been awarded A+ and A scores across all applicable categories in the UN-backed Principles for Responsible Investment (PRI) assessment report of Environmental, Social and Governance (ESG) integration efforts.

Finally, in November 2020, Morningstar described Impax as a "Leader" for its ESG Commitment, one of only six asset managers globally to be awarded the highest grade.

Brexit

Given the political uncertainties and the current perceived lack of provision for financial services, we are planning for our Dublin office to be fully operational in December 2020. We only expect to transfer a small number of clients, representing less than 2% of current AUM. The required associated activities, including some limited recruitment, are advancing in line with our plans.

Outlook

Since the late 1990s Impax has argued that many of those companies that are tackling the environmental problems arising from human activity are set to out-perform their peers in other sectors. More recently, we have extended our analysis and argued that the transition to a more sustainable global economy is accelerating, and that companies whose business models address social issues are providing additional investment opportunities.

We also consider the recent result of the US election to be positive for the markets in which Impax invests. In addition to his commitment to bring the US back into the Paris Climate agreement, President-elect Biden appears determined to address the profound sustainability challenges facing the country, including a climate plan to invest $2 trillion over four years with targeted zero-emissions power generation by 2035 and a net-zero economy by 2050. Investors are also hopeful that the Democrats will improve ESG integration and disclosure.

This year the effects of COVID-19 have amplified many of the issues associated with investing in the transition to a more sustainable economy, but recent events have also reinforced our investment case. There are strong reasons to believe that governments, investors and consumers are seeking to steer capital towards markets that offer inherent resilience to environmental and social problems.

Nevertheless, the contours of the post pandemic landscape are not yet clear and the timing of the economic recovery remains uncertain. Corporate balance sheets have been severely impacted, some dividends cancelled or reduced, and we can expect to see many more companies looking to raise capital. Until the roadmap out of the pandemic becomes clearer, we are likely to see considerable volatility across financial markets.

We continue to invest in order to grow the Company and are well positioned for further expansion that should enhance value for all our stakeholders.

Ian Simm

2 December 2020

FINANCIAL REVIEW

I am pleased to report very strong financial results and strong growth for all our financial KPIs.

As in previous periods, in order to facilitate comparison of performance with past periods, and to provide an appropriate comparison with our peers, the Board encourages shareholders to focus on financial measures after adjustment for accounting charges or credits arising from the acquisition accounting for Impax NH, and adjustments arising from the accounting treatment of National Insurance costs on share-based payment awards.

Financial highlights for financial year 2020 versus financial year 2019

 
                                     2020           2019 
---------------------------  ------------  ------------- 
AUM(1)                          GBP20.2bn      GBP15.1bn 
                             ============  ============= 
Revenue                          GBP87.5m       GBP73.7m 
                             ============  ============= 
Adjusted operating profit        GBP23.3m       GBP18.0m 
                             ============  ============= 
Adjusted profit before tax       GBP22.2m       GBP18.1m 
                             ============  ============= 
Adjusted diluted earnings 
 per share                          14.5p          11.5p 
                             ============  ============= 
Cash reserves                    GBP37.4m       GBP26.2m 
                             ============  ============= 
Seed investments                  GBP4.3m        GBP4.6m 
                             ============  ============= 
Dividend per share           1.8p interim   1.5p interim 
                              +6.8p final   + 4.0p final 
                             ============  ============= 
 
 
                                2020      2019 
--------------------------  --------  -------- 
IFRS operating profit       GBP17.6m  GBP18.8m 
                            ========  ======== 
IFRS profit before tax      GBP16.7m  GBP18.9m 
                            ========  ======== 
IFRS diluted earnings per 
 share                         10.5p     12.1p 
                            ========  ======== 
 

Revenue

Revenue for the Period grew by GBP13.8 million to GBP87.5 million (2019: GBP73.7 million). Growth was driven by continued strong net inflows across the business and robust performance, offset to some extent by the market falls seen in February and March.

Our run-rate revenue at the end of the Period was GBP96.5 million (2019: GBP78.3 million), giving a weighted average run rate revenue margin of 48 basis points (2019: 52 basis points) on the GBP20.2 billion of AUM.

Operating costs

Adjusted operating costs increased to GBP64.3 million (2019: GBP55.7 million), mainly reflecting planned increases in headcount and higher profit-related pay due to the rising profitability. We continue to invest selectively in the business to take advantage of strong growth opportunities so we expect that there will be some cost increases in the near term.

IFRS operating costs include additional charges and credits, principally the amortisation of intangible assets arising on the Impax NH acquisition, National Insurance charges on share options and restricted shares and in 2019 a credit for the release of a contingent consideration provision related to the NH acquisition. Employer's National Insurance is payable based on the share price when an option is exercised or restricted shares vest and accordingly the charge has increased significantly as our share price has risen over the year. This is offset by a tax credit which is recorded in equity.

Profits

Adjusted operating profit increased to GBP23.3 million (2019: GBP18.0 million), driven by the revenue growth described above. Run-rate adjusted operating profits at the end of the Period grew further to GBP28.3 million (2019: GBP20.5 million), in line with business expansion. IFRS operating profit in 2020 fell to GBP17.6 million (2019: GBP18.8 million), as 2019 benefited from the credit for the release of contingent consideration described above. Fair value gains and losses and other financial income partially offset interest expense and finance costs to give adjusted profit before tax of GBP22.2 million (2019: GBP18.1 million).

Tax

Tax rates were lower than last year as the Group benefited from a GBP1.0 million credit in relation to taxation of the prior years' private equity income.

Earnings per Share

Adjusted diluted earnings per share grew to 14.5 pence (2019: 11.5 pence) as a result of the growth in profits. IFRS diluted earnings per share however fell to 10.5 pence (2019: 12.1 pence) as 2019 benefited from the contingent consideration credit described above.

Financial management

At the Period end the Company held GBP37.4 million of cash reserves, an increase of GBP11.2 million on 2019. The Company had no debt (2019: no debt) but retains access to a US$13 million revolving facility (the "RCF") (LIBOR plus 3.3%), which was put in place at the time of the acquisition of Impax NH.

The Company continues to make seed investments and to invest in its private equity funds. These investments were valued at GBP4.3 million at the Period end. During the Period we redeemed GBP2.0 million by exiting the seed investment in our successful US mutual fund which is managed under the Global Opportunities strategy. The cash realised is planned to be re-invested after the year end into a segregated account investing in our new Asian Opportunities Strategy. We also invested GBP0.8 million into our third private equity fund.

We adopted the new accounting standard IFRS 16 which covers accounting for leases during the Period. This has required us to recognise new assets, representing the leases on our office buildings, and a corresponding lease liability.

Share management

The Board intends that the Company will continue to purchase its own shares from time to time after due consideration of attractive alternatives for the use of the Company's cash resources. Shares purchased may be used to satisfy obligations linked to share incentive awards for employees. Share purchases are usually made by funding the Company's Employee Benefit Trusts ("EBTs") which will then settle option exercises or hold shares for Restricted Share awards until they vest.

During the Period, the EBTs spent GBP4.2 million buying 1.3 million of the Company's shares at an average price of 332 pence. At the Period end, the EBTs held a total of 5.2 million shares, 4.8 million of which were held for Restricted Shares leaving up to 0.4 million shares available for option exercises and future share incentive awards. Net options outstanding at the Period end were 2.5 million of which 0.1 million were exercisable.

The Company did not issue any shares in the Period. Equity issuance may arise in respect of staff option exercises or restricted share awards that have not been previously matched by share purchase into the EBTs, and in January 2021, conversion at the Company's discretion into Impax shares of Impax NH management's remaining 16.7% interest in Impax NH.

Dividends

The Company paid an interim dividend of 1.8 pence per share in July 2020. Last year we announced a new policy of paying, in normal circumstances, an annual dividend within a range of 55% and 80% of adjusted profit after tax. Despite the unforeseen challenges of COVID-19, Impax has reported strong growth in revenue and profits and is in robust financial health. The Board is therefore recommending a final dividend of 6.8 pence. This would be an increase in the total dividend for the year of 3.1 pence or 56%, while still being at the lower end of our stated range.

This dividend proposal will be submitted for formal approval by shareholders at the Annual General Meeting on 18 March 2021. If approved, the dividend will be paid on, or around, 26 March 2021. The record date for the payment of the proposed dividend will be 19 February 2021 and the ex-dividend date will be 18 February 2021.

The Company operates a dividend reinvestment plan ("DRIP"). The final date for receipt of elections under the DRIP will be 5 March 2021. For further information and to register and elect for this facility, please visit www.signalshares.com and search for information related to the Company.

Going concern

The Financial Reporting Council requires all companies to perform a rigorous assessment of all the factors affecting the business when deciding to adopt a "going concern" basis for the preparation of the accounts.

The Board has made an assessment covering a period of at least 12 months from the date of approval of this report which indicates that, taking account of a reasonably possible downside in relation to asset inflows, market performance and costs, the Group will have sufficient funds, to meet its liabilities as they fall due for that period. In making this assessment the Board has considered the potential evolving impacts of COVID-19. The Group has appropriate cash balances and no debt and, at the Period end market levels, is profitable. A significant part of the Group's cost basis is profit related pay. The Group can also preserve cash through dividend reduction and through issuance of shares to cover share option exercises/restricted share awards (rather than purchasing shares). The Group has operated without disruption during the lockdown periods to date and expects to continue to do so. Consequently, the Directors are confident that the Group will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.

Charlie Ridge

2 December 2020

Consolidated Income Statement

For the year ended 30 September 2020

 
                                                         2020      2019 
                                                       GBP000    GBP000 
--------------------------------------------------   --------  -------- 
Revenue                                                87,511    73,695 
Operating costs                                      (69,928)  (54,883) 
Finance income                                          1,020     1,055 
Finance expense                                       (1,921)   (1,125) 
Non-controlling interest                                    -       156 
---------------------------------------------------  --------  -------- 
Profit before taxation                                 16,682    18,898 
Taxation                                              (2,944)   (3,028) 
---------------------------------------------------  --------  -------- 
Profit after taxation                                  13,738    15,870 
---------------------------------------------------  --------  -------- 
 
Earnings per share 
Basic                                                   10.6p     12.2p 
Diluted                                                 10.5p     12.1p 
---------------------------------------------------  --------  -------- 
 
Dividends per share 
--------------------------------------------------   --------  -------- 
Interim dividend paid and final dividend declared 
 for the year                                            8.6p      5.5p 
---------------------------------------------------  --------  -------- 
 

Adjusted results are provided in note 4.

Consolidated Statement of Comprehensive Income

For the year ended 30 September 2020

 
                                                              2020     2019 
                                                            GBP000   GBP000 
--------------------------------------------------------   -------  ------- 
Profit for the year                                         13,738   15,870 
Change in value of cash flow hedges                           (70)     (12) 
Tax on change in value of cash flow hedges                      13        2 
Exchange differences on translation of foreign 
 operations                                                  (487)      922 
---------------------------------------------------------  -------  ------- 
Total other comprehensive income                             (544)      912 
---------------------------------------------------------  -------  ------- 
Total comprehensive income for the year attributable to 
 equity holders of the Parent                               13,194   16,782 
---------------------------------------------------------  -------  ------- 
 

All amounts in other comprehensive income may be reclassified to income in the future.

The statement has been prepared on the basis that all operations are continuing operations.

Consolidated Statement of Financial Position

As at 30 September 2020

 
                                                2020             2019 
----------------------------------------   ---------------  -------------- 
                                           GBP000   GBP000  GBP000  GBP000 
----------------------------------------   ------  -------  ------  ------ 
Assets 
Goodwill                                   12,306           12,804 
Intangible assets                          20,871           24,518 
Property, plant and equipment              10,857            1,779 
Deferred tax assets                         5,492            3,757 
-----------------------------------------  ------  -------  ------  ------ 
Total non-current assets                            49,526          42,858 
 
Trade and other receivables                20,735           16,740 
Investments                                 4,387            4,626 
Current tax asset                             224              239 
Cash invested in money market funds and 
 long-term deposit accounts                18,516           15,235 
Cash and cash equivalents                  20,245           11,939 
-----------------------------------------  ------  -------  ------  ------ 
Total current assets                                64,107          48,779 
-----------------------------------------  ------  -------  ------  ------ 
Total assets                                       113,633          91,637 
-----------------------------------------  ------  -------  ------  ------ 
 
Equity and liabilities 
Ordinary shares                             1,304            1,304 
Share premium                               9,291            9,291 
Exchange translation reserve                1,449            1,936 
Hedging reserve                             (111)             (54) 
Retained earnings                          59,515           50,751 
-----------------------------------------  ------  -------  ------  ------ 
Total equity                                        71,448          63,228 
Trade and other payables                   27,984           23,581 
Lease liabilities                           1,410                - 
Current tax liability                         190              124 
-----------------------------------------  ------  -------  ------  ------ 
Total current liabilities                           29,584          23,705 
Trade and other payables                        -              704 
Lease liabilities                           9,261                - 
Deferred tax liability                      3,340            4,000 
-----------------------------------------  ------  -------  ------  ------ 
Total non-current liabilities                       12,601           4,704 
 
Total equity and liabilities                       113,633          91,637 
-----------------------------------------  ------  -------  ------  ------ 
 

Consolidated Statement of Changes in Equity

For the year ended 30 September 2020

 
                                                          Exchange 
                                                       translation 
                    Share capital  Share premium           reserve  Hedging reserve  Retained earnings  Total Equity 
                           GBP000         GBP000            GBP000           GBP000             GBP000        GBP000 
-----------------   -------------  -------------  ----------------  ---------------  -----------------  ------------ 
1 October 2018              1,304          9,291             1,014             (44)             41,054        52,619 
Transactions with 
owners of the 
Company: 
Dividends paid                  -              -                 -                -            (5,792)       (5,792) 
Acquisition of own 
 shares                         -              -                 -                -            (2,505)       (2,505) 
Cash received on 
 option exercises               -              -                 -                -                111           111 
Tax credit on 
 long-term 
 incentive schemes              -              -                 -                -                251           251 
Share-based 
 payment charges                -              -                 -                -              1,160         1,160 
Fair value of put 
 option over 
 non-controlling 
 interest                       -              -                 -                -              (328)         (328) 
Acquisition of NCI 
 without a change 
 in control                     -              -                 -                -                930           930 
------------------  -------------  -------------  ----------------  ---------------  -----------------  ------------ 
Total transactions 
 with owners of 
 the Company                    -              -                 -                -            (6,173)       (6,173) 
Profit for the 
 year                           -              -                 -                -             15,870        15,870 
Other 
comprehensive 
income: 
Change in value of 
 cashflow hedges                -              -                 -             (12)                  -          (12) 
Tax on change in 
 value of cashflow 
 hedges                         -              -                 -                2                  -             2 
Exchange 
 differences on 
 translation of 
 foreign 
 operations                     -              -               922                -                  -           922 
------------------  -------------  -------------  ----------------  ---------------  -----------------  ------------ 
Total other 
 comprehensive 
 Income                         -              -               922             (10)                              912 
------------------  -------------  -------------  ----------------  ---------------  -----------------  ------------ 
30 September 2019           1,304          9,291             1,936             (54)             50,751        63,228 
------------------  -------------  -------------  ----------------  ---------------  -----------------  ------------ 
Impact of adoption 
 of IFRS 16                     -              -                 -                -              (247)         (247) 
------------------  -------------  -------------  ----------------  ---------------  -----------------  ------------ 
Adjusted balance 
 at 1 October 2019          1,304          9,291             1,936             (54)             50,504        62,981 
Transactions with 
owners of the 
Company: 
Dividends paid                  -              -                 -                -            (7,442)       (7,442) 
Acquisition of own 
 shares                         -              -                 -                -            (4,223)       (4,223) 
Cash received on 
 option exercises               -              -                 -                -                489           489 
Tax credit on 
 long-term 
 incentive schemes              -              -                 -                -              4,636         4,636 
Share-based 
 payment charges                -              -                 -                -              1,813         1,813 
------------------  -------------  -------------  ----------------  ---------------  -----------------  ------------ 
Total transactions 
 with owners of 
 the Company                    -              -                 -                -            (4,727)       (4,727) 
Profit for the 
 year                           -              -                 -                -             13,738        13,738 
Other 
comprehensive 
income: 
Change in value of 
 cash flow hedge                -              -                 -             (70)                  -          (70) 
Tax on change in 
 value of cashflow 
 hedges                         -              -                 -               13                  -            13 
Exchange 
 differences on 
 translation of 
 foreign 
 operations                     -              -             (487)                -                  -         (487) 
------------------  -------------  -------------  ----------------  ---------------  -----------------  ------------ 
Total other 
 comprehensive 
 Income                         -              -             (487)             (57)                  -         (544) 
------------------  -------------  -------------  ----------------  ---------------  -----------------  ------------ 
30 September 2020           1,304          9,291             1,449            (111)             59,515        71,448 
------------------  -------------  -------------  ----------------  ---------------  -----------------  ------------ 
 

Consolidated Cash Flow Statement

For the year ended 30 September 2020

 
                                                            2020      2019 
                                                          GBP000    GBP000 
-----------------------------------------------------   --------  -------- 
Operating activities 
Cash generated from operations                            24,382    20,848 
Corporation tax paid                                       (607)     (580) 
------------------------------------------------------  --------  -------- 
Net cash generated from operating activities              23,775    20,268 
------------------------------------------------------  --------  -------- 
 
Investing activities 
Deconsolidation of investment fund                             -      (67) 
Net acquisitions of property plant and equipment 
 and intangible assets                                     (182)     (402) 
Net redemptions/investments from/into unconsolidated 
 Impax funds                                               1,191     (485) 
Settlement of investment related hedges                    (156)       258 
Investment income received                                   222       236 
Increase in cash held in money market funds and 
 long-term deposit accounts                              (3,281)   (4,024) 
------------------------------------------------------  --------  -------- 
Net cash used by investing activities                    (2,206)   (4,484) 
------------------------------------------------------  --------  -------- 
 
Financing activities 
Acquisition of non-controlling interest                    (201)     (201) 
Repayment of bank borrowings                                   -  (10,371) 
Interest paid on bank borrowings                           (136)     (670) 
Payment of lease liabilities                             (1,699)         - 
Acquisition of own shares                                (4,223)   (2,505) 
Cash received on exercise of Impax staff share 
 options                                                     489       111 
Dividends paid                                           (7,442)   (5,792) 
------------------------------------------------------  --------  -------- 
Net cash used by financing activities                   (13,212)  (19,428) 
------------------------------------------------------  --------  -------- 
 
Net increase/(decrease) in cash and cash equivalents       8,357   (3,644) 
 
Cash and cash equivalents at beginning of year            11,939    15,529 
Effect of foreign exchange rate changes                     (51)        54 
------------------------------------------------------  --------  -------- 
Cash and cash equivalents at end of year                  20,245    11,939 
------------------------------------------------------  --------  -------- 
 

Cash and cash equivalents under IFRS does not include deposits in money market funds and cash held in deposits with more than an original maturity of three months. The Group however considers its total cash reserves to include these amounts. Cash held in RPA accounts are not included in cash reserves.

Movements on cash reserves are shown in the table below:

 
                                              At the 
                                           beginning                          At the 
                                              of the              Foreign     end of 
                                                year  Cashflow   exchange   the year 
                                              GBP000    GBP000     GBP000     GBP000 
----------------------------------------  ----------  --------  ---------  --------- 
Cash and cash equivalents                     11,939     8,357       (51)     20,245 
Cash invested in money market funds and 
 long-term deposit accounts                   15,235     3,281          -     18,516 
Cash in RPAs                                   (968)     (395)          -    (1,363) 
----------------------------------------  ----------  --------  ---------  --------- 
Total Group cash reserves                     26,206    11,243       (51)     37,398 
----------------------------------------  ----------  --------  ---------  --------- 
 

NOTES TO THE FINANCIAL STATEMENTS

   1   REPORTING ENTITY 

Impax Asset Management Group plc (the "Company") is incorporated and domiciled in the UK and is listed on the Alternative Investment Market ("AIM"). These consolidated financial statements comprise the Company and its subsidiaries (together referred to as the "Group").

   2   BASIS OF PREPARATION 

These financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRSs") adopted for use by the European Union.

The financial statements have been prepared under the historical cost convention, with the exception of the revaluation of certain investments and derivatives being measured at fair value.

The financial statements are presented in Sterling. All amounts have been rounded to the nearest thousand unless otherwise indicated.

Going concern

The Board has made an assessment covering a period of 12 months from the date of approval of these financial statements which indicates that, taking account of a reasonably possible downside assumptions in relation to asset inflows, market performance and costs, the Group will have sufficient funds to meet its liabilities as they fall due and regulatory capital requirements for that period. In making this assessment the Board has considered the potential ongoing impact of Covid-19. The Group has sufficient cash balances and no debt and, at the year- end market levels, is profitable. A significant part of the Group's cost basis is variable as bonuses are linked to profitability. The Group can also preserve cash through dividend reduction and through issuance of shares to cover share option exercises/restricted share awards (rather than purchasing shares). The Group has operated without disruption during the lockdown periods to date and expects to continue to do so. Consequently, the Directors are confident that the Group will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.

   3   USE OF JUDGEMENTS AND ESTIMATES 

In preparing these financial statements management has made estimates that affect the reported amounts of assets, liabilities, income and expenses. Actual results may differ from estimates. Revisions to estimates are recognised prospectively.

The significant key source of estimation uncertainty were estimates made in determining if intangible assets, acquired on acquisition of NH were impaired. The intangible assets acquired represent investment management contracts. These are amortised over an 11 year life which is considered reasonable given the nature of the investors into these Funds. If there are any indications of impairment they are tested for impairment at each reporting date. The fair value at the date of acquisition was calculated using the discounted cash flow methodology and represented the valuation of the profits expected to be earned from the management contracts in place at the date of acquisition. The impairment test completed this year showed no impairment was required and used the following key assumptions - future subscription of new assets of US$0.34bn per annum on average (2019: USD$0.34bn), future equity fund performance of 5 per cent (2019: 5 per cent), an average operating margin of 20 per cent (2019: 23 per cent) and a discounted cost of capital of 13.5 per cent (2019: 13.5 per cent).

Changes in the assumptions would give rise to impairments as follows: a consistent ten per cent decrease in inflows - no impairment; a 100 basis point annual reduction in performance each year - impairment of GBP0.4 million; a one per cent annual reduction in operating margin - no impairment.

   4   ADJUSTED PROFITS AND EARNINGS 

The reported operating earnings, profit before tax and earnings per share are substantially affected by business combination effects and other items. The Directors have therefore decided to report an Adjusted operating profit, Adjusted profit before tax and Adjusted earnings per share which exclude these items in order to enable comparison with peers and provide consistent measures of performance over time. A reconciliation of the adjusted amounts to the IFRS reported amounts is shown below.

 
                                                    Year ended 30 September 2020 
--------------------------------------------  ----------------------------------------- 
                                                             Adjustments 
                                              --------  ---------------------  -------- 
                                                            Business 
                                              Reported   combination 
                                                - IFRS       effects    Other  Adjusted 
                                                GBP000        GBP000   GBP000    GBP000 
--------------------------------------------  --------  ------------  -------  -------- 
 
Revenue                                         87,511                           87,511 
 
Operating costs                               (69,928)                         (64,261) 
Amortisation of intangibles arising on 
 acquisition                                                   2,535 
Acquisition equity incentive scheme charges                      135 
Mark to market charge on equity awards*                                 2,997 
--------------------------------------------  --------  ------------  -------  -------- 
Operating profit                                17,583         2,670    2,997    23,250 
Finance income                                   1,020                  (124)       896 
Finance expense                                (1,921)                          (1,921) 
--------------------------------------------  --------  ------------  -------  -------- 
Profit before taxation                          16,682         2,670    2,873    22,225 
Taxation                                       (2,944)                          (3,490) 
Tax credit on adjustments                                               (546) 
--------------------------------------------  --------  ------------  -------  -------- 
Profit after taxation                           13,738         2,670    2,327    18,735 
--------------------------------------------  --------  ------------  -------  -------- 
Diluted earnings per share                       10.5p          2.1p     1.8p     14.5p 
--------------------------------------------  --------  ------------  -------  -------- 
 

* The charge is mitigated by GBP4,636,000 of tax credits shown in the statement of changes in equity

 
                                                       Year ended 30 September 2019 
-----------------------------------------------  ----------------------------------------- 
                                                                Adjustments 
                                                 --------  ---------------------  -------- 
                                                               Business 
                                                 Reported   combination 
                                                   - IFRS       effects    Other  Adjusted 
                                                   GBP000        GBP000   GBP000    GBP000 
-----------------------------------------------  --------  ------------  -------  -------- 
 
Revenue                                            73,695                           73,695 
 
Operating costs                                  (54,883)                         (55,717) 
Amortisation of intangibles arising on 
 acquisition                                                      2,528 
Credit from contingent consideration 
 adjustment                                                     (3,543) 
Acquisition equity incentive scheme charges                        (21) 
Mark to market charge on equity awards                                       202 
-----------------------------------------------  --------  ------------  -------  -------- 
Operating profit                                   18,812       (1,036)      202    17,978 
Finance income                                      1,055                  (154)       901 
Finance expense                                   (1,125)           209              (916) 
Non-controlling interest                              156                              156 
Change in third-party interest in consolidated 
 funds                                                  -                                - 
-----------------------------------------------  --------  ------------  -------  -------- 
Profit before taxation                             18,898         (827)       48    18,119 
Taxation                                          (3,028)                          (3,037) 
Tax credit on adjustments                                                    (9) 
Profit after taxation                              15,870         (827)       39    15,082 
-----------------------------------------------  --------  ------------  -------  -------- 
Diluted earnings per share                          12.1p        (0.6p)     0.0p     11.5p 
-----------------------------------------------  --------  ------------  -------  -------- 
 

The adjusted diluted earnings per share is calculated using the adjusted profit after taxation shown above less the IFRS adjustment for profit attributable to owners of restricted shares of GBP503,000 (2019: GBP867,000). The diluted number of shares is the same as used for the IFRS calculation of earnings per share.

Mark to market charge on equity incentive awards

The Group has in prior years and the current period awarded employees options over the Group's shares, some of which are either unvested or unexercised at the balance sheet date. The Group has also made awards of restricted shares ("RSS awards") some of which have not vested at the balance sheet date. Employers National Insurance Contributions ("NIC") are payable on the option awards when they are exercised and on the RSS awards when they vest, based on the valuation of the underlying shares at that point. The Group does however receive a corporation tax credit equal to the value of the awards at the date they are exercised (options) or vest (RSS awards). A charge is accrued for the NIC within IFRS operating profit based on the share price at the balance sheet date. Similarly, a credit for the corporation tax is accrued within equity.

An additional retention payment is made to holders of legacy Long-Term Incentive Plan ("LTIP") awards when they are exercised, all of which are fully vested at the balance sheet date. The payment will be equal to the corporation tax benefit the Group receives on the exercise of the options minus the amount of NIC payable on exercise. For unexercised options this charge is accrued based on the share price at the balance sheet date.

These two charges vary based on the Group's share price (together referred to as mark to market charge on equity incentive schemes) and are not linked to the operating performance of the Group. They are therefore eliminated when reporting adjusted profit.

Contingent consideration

We are required to review and adjust our estimate of the contingent consideration payable in respect of the Impax NH acquisition. Any adjustment is recorded through income but is excluded from adjusted profit. This is not linked to the operating performance of the Impax NH business and is therefore eliminated from operating costs.

Amortisation of intangibles

Intangible management contracts were acquired as part of the acquisition of Impax NH acquisition and are amortised over their 11 year life. This is not linked to the operating performance of the Impax NH business and is therefore eliminated from operating costs.

Finance income/expense

The adjustments represent the removal of charges in respect of unwinding the discount of the contingent consideration payable (see above) and of legacy royalty income.

   5   SEGMENTAL REPORTING 

(a) Operating segments

In January 2018, Pax World Management LLC was acquired by Impax and has been re-named Impax Asset Management LLC. This company is based in Portsmouth, New Hampshire and we refer to it as "Impax NH". Impax NH is the manager of Pax World Funds. Impax Asset Management Ltd and Impax Asset Management (AIFM) Ltd manage or advise listed equity funds and accounts, and the Real Assets division. The majority of this business is based in London so we refer to it as "Impax LN". Impax LN itself has two operating segments: "Listed Equity" and "Private Equity". The results of these segments have been aggregated into a single reportable segment for the purposes of these financial statements because they have characteristics so similar that they can be expected to have essentially the same future prospects. These segments have common investors, operate under the same regulatory regimes and their distribution channels are substantially the same. Additionally management allocates the resources of Impax LN as though there is one operating unit.

Segment information is presented on the same basis as that provided for internal reporting purposes to the Group's chief operating decision maker, the Chief Executive.

Year ended 30 September 2020

 
                                             Impax LN  Impax NH  Adjustments    Total 
                                               GBP000    GBP000       GBP000   GBP000 
-------------------------------------------  --------  --------  -----------  ------- 
Revenue 
External customers                             61,906    25,605            -   87,511 
Inter-segment                                   3,147         -      (3,147)        - 
-------------------------------------------  --------  --------  -----------  ------- 
Total revenue                                  65,053    25,605      (3,147)   87,511 
-------------------------------------------  --------  --------  -----------  ------- 
Segment profit - adjusted operating profit     22,176     1,074            -   23,250 
-------------------------------------------  --------  --------  -----------  ------- 
 

Year ended 30 September 2019

 
                                             Impax LN  Impax NH  Adjustments    Total 
                                               GBP000    GBP000       GBP000   GBP000 
Revenue 
External customers                             50,030    23,665            -   73,695 
Inter-segment                                   2,349         -      (2,349)        - 
-------------------------------------------  --------  --------  -----------  ------- 
Total revenue                                  52,379    23,665      (2,349)   73,695 
-------------------------------------------  --------  --------  -----------  ------- 
Segment profit - adjusted operating profit     16,630     1,348            -   17,978 
-------------------------------------------  --------  --------  -----------  ------- 
 

(b) Geographical analysis

An analysis of revenue by the location of client is presented below:

 
                    Revenue 
                ---------------- 
                   2020     2019 
                 GBP000   GBP000 
--------------  -------  ------- 
UK               15,104   13,221 
North America    34,705   30,007 
France            9,478    8,523 
Luxembourg       19,066   14,580 
Netherlands       2,912    3,087 
Ireland           3,553    2,478 
Other             2,693    1,799 
--------------  -------  ------- 
                 87,511   73,695 
--------------  -------  ------- 
 
   6   OPERATING COSTS 

The Group's largest operating cost is staff costs. Other significant costs include direct fund costs, premises costs (depreciation of office building lease right of use assets, rates and service charge), amortisation of intangible assets, mark to market charges on share awards and acquisition costs.

 
                                            2020     2019 
                                          GBP000   GBP000 
---------------------------------------  -------  ------- 
Staff costs (note 7)                      44,728   36,657 
Direct fund expenses                       5,570    5,488 
Premises costs                             1,062    2,496 
Research costs                               570      322 
Professional fees                          2,555    2,596 
IT and communications                      4,017    3,458 
Depreciation and amortisation              4,260    2,952 
Mark to market charges on share awards     3,243      202 
Other costs                                3,923    4,255 
---------------------------------------  -------  ------- 
Sub-total                                 69,928   58,426 
---------------------------------------  -------  ------- 
Contingent Consideration                       -  (3,543) 
---------------------------------------  -------  ------- 
Total                                     69,928   54,883 
---------------------------------------  -------  ------- 
 

Operating costs include GBP774,000 (2019: GBP791,000) in respect of placing agent fees paid to related parties.

   7   STAFF COSTS AND EMPLOYEES 

Staff costs include salaries, a variable bonus, social security cost (principally UK Employers' National Insurance on salary, bonus and share awards), the cost of contributions made to employees' pension schemes and share-based payment charges. Further details of the Group's remuneration policies, including how the total variable bonus pool is determined, are provided in the Remuneration Report. Share-based payment charges are offset against the total cash bonus pool paid to employees. NIC charges on share-based payments are accrued based on the share price at the balance sheet date or at the date of exercise.

 
                                             2020     2019 
                                           GBP000   GBP000 
----------------------------------------  -------  ------- 
Salaries and variable bonuses              34,081   29,290 
Social security costs                       3,702    1,661 
Pensions                                      948      834 
Share-based payment charge (see note 8)     1,813    1,160 
Other staff costs                           4,184    3,712 
----------------------------------------  -------  ------- 
                                           44,728   36,657 
----------------------------------------  -------  ------- 
 

Employees

The average number of persons (excluding Non-Executive Directors and including temporary staff), employed during the year was 171 (2019: 151).

 
                                          2020  2019 
                                           No.   No. 
----------------------------------------  ----  ---- 
Listed Equity                               57    55 
Private Equity                              12    11 
Client Service and Business Development     53    43 
Group                                       49    42 
----------------------------------------  ----  ---- 
                                           171   151 
----------------------------------------  ----  ---- 
 
   8   SHARE-BASED PAYMENT CHARGES 

The total expense recognised for the year arising from share-based payment transactions was GBP1,813,000 (2019: GBP1,160,000). The charges arose in respect of the Group's Restricted Share Scheme ("RSS"), the Group's Employee Share Option Plan ("ESOP") and the Group's Restricted Share Units scheme ("RSU") which are described below. Share-based payment charges also arose in respect of the put and call arrangement made with Impax NH management to acquire their shares in Impax NH. Details of all outstanding options are provided at the end of this note. The charges for each scheme are:

 
                              2020     2019 
                            GBP000   GBP000 
-------------------------  -------  ------- 
RSS                          1,253    1,099 
ESOP                           426      123 
RSU                              -     (41) 
Put and call arrangement       134     (21) 
-------------------------  -------  ------- 
                             1,813    1,160 
-------------------------  -------  ------- 
 

Restricted Share Scheme

Restricted shares have been granted to employees in prior years under the 2014, 2015, 2017, 2018 and 2019 plans which are not wholly vested. Post year end the Board approved the grant of a further 331,500 restricted shares under the 2020 plan. Details of the awards granted along with their valuation and the inputs used in the valuation are described in the table below. The valuations were determined using the Black-Scholes-Merton model with an adjustment to reflect dividends received by employees during the vesting period. Following grant, the shares are held by a nominee for employees - who are then immediately entitled to receive dividends. After a period of three years' continuous employment the employees will receive unfettered access to one third of the shares, after four years a further third and after five years the final third. The employees are not required to make any payment for the shares on grant or when the restrictions lapse.

 
                                   2014 RSS     2015 RSS        2017 RSS    2018 RSS    2019 RSS    2020 RSS 
--------------------------------  ---------  -----------  --------------  ----------  ----------  ---------- 
                                                              2,550,000/ 
                                              3,140,000/        500,000/ 
Awards originally granted         1,250,000    1,000,000         675,000     478,250      67,250     331,500 
In respect of services provided       1 Oct  1 Oct 2014/    14 Dec 2016/  1 Oct 2017  1 Oct 2018  1 Oct 2019 
 for period from                       2013   9 Feb 2016    11 May 2017/ 
                                                              1 Oct 2016 
                                                  42.1p/    52.2p/87.7p/ 
Option award value                    49.9p        41.5p          161.6p      201.3p      236.8p      506.2p 
Weighted average share price 
 on grant                             52.5p        41.4p           77.4p      202.8p      239.0p      510.0p 
Expected volatility                     32%      32%/31%     29%/29%/29%         30%         31%         32% 
Weighted average option life         5.3yrs       4.9yrs          4.3yrs      5.3yrs      5.3yrs      5.3yrs 
 on grant 
Expected dividend rate                   3%           3%        4%/2%/2%          1%          2%          1% 
Risk free interest rate                1.2%    1.2%/0.8%  0.6%/0.6%/0.7%        1.2%        0.3%        0.0% 
--------------------------------  ---------  -----------  --------------  ----------  ----------  ---------- 
 

The expected volatility was determined by reviewing the historical volatility of the Company and that of comparator companies. The expected dividend rate is determined using the Company share price and most recent full year dividend to grant date.

 
Restricted shares outstanding 
---------------------------------  ----------- 
Outstanding at 1 October 2019        7,185,479 
Granted during the year                 67,250 
Vested during the year             (2,480,007) 
Forfeited during the year             (25,000) 
---------------------------------  ----------- 
Outstanding at 30 September 2020     4,747,722 
---------------------------------  ----------- 
 

Employee share option plan

Options granted between 2014 and 2017

The strike price of these options was set at a 10 per cent premium to the average market price of the Company's shares for the five business days (ESOP 2014: 30 days) following the announcement of the results for each of the respective preceding financial years. The 2014 - 2015 ESOP options have vested. The 2017 options do not have performance conditions but do have a time vesting condition such that they vest subject to continued employment on 31 December 2020.

The valuation was determined using the Black-Scholes-Merton model.

Options granted in 2018 and 2019

The strike price of these options was set at GBP1. The options do not have performance conditions but do have a time vesting condition such that the options vest subject to continued employment five years following grant. Vested shares are restricted from being sold until after a further five year period (other than to settle any resulting tax liability).

Post year end the Board approved the grant of 610,000 options under the 2020 plan. The options have a strike price of GBP3 but otherwise have the same conditions as the other options.

The valuation was determined using the binomial model.

Share options are equity settled.

Options outstanding

An analysis of the outstanding options arising from Company's ESOP and LTIP plans is provided below:

 
                                                                 Weighted 
                                                         average exercise 
                                                Number            price p 
-----------------------------------------  -----------  ----------------- 
Options outstanding at 1 October 2019        4,525,500               74.4 
Options granted                                650,000              100.0 
Forfeited during the year                    (100,000)              100.0 
Options exercised                          (2,625,500)               18.0 
Options outstanding at 30 September 2020     2,450,000              140.7 
Options exercisable at 30 September 2020       100,000               53.6 
-----------------------------------------  -----------  ----------------- 
 

Exercise prices for the options outstanding at the end of the period were 56.9p for the ESOP 2014, 180.2p for the ESOP 2017 and 100.0p for the ESOP 2018 and 2019. The weighted average remaining contractual life was 5.5 years.

The Group continues to plan that future options exercises will primarily be satisfied by the Group's Employee Benefit Trusts (the "EBT"). The Group funds the EBT to acquire shares or issues shares to the EBT to cover the grant of RSS awards and option exercises.

Restricted stock units

The Group awarded Restricted Stock Units ("RSUs") to Impax NH staff and management on 18 January 2018. The RSUs entitle holders to receive Impax shares with a total value equal to 10 per cent of the Contingent Consideration paid for the Impax NH acquisition. The number of shares that each individual will receive under the RSUs is determined on 15 January 2021 after the amount of Contingent Consideration payable is finalised using the average Impax share price for the 20 consecutive trading days ending 15 January 2021. There is a further two-year restriction on the holders' ability to sell the shares. The shares are forfeited if the individual leaves at any time before the restricted period ends.

The charge to the income statement for these awards is determined each year by estimating the total value of shares that will be awarded (using the estimate of Contingent consideration) and spreading this over the five year period until the restrictions cease. The estimates are updated each year and the charge adjusted accordingly.

Based on the current estimate of Contingent Consideration no shares will be issued.

Impax NH put and call arrangement

The Group has a put and call arrangement which will require it to purchase shares held in Impax NH by its management. The shares held by Impax NH management were originally acquired as part of a share-based payment arrangement and are subject to certain restrictions. The original share-based payment agreement and the put and call arrangement together represent a new share-based payment. The charge is spread over a three year period from the date of acquisition.

   9   FINANCE INCOME 
 
                             2020     2019 
                           GBP000   GBP000 
------------------------  -------  ------- 
Fair value gains              798      103 
Interest income                98       82 
Other investment income       124      154 
Foreign exchange gains          -      716 
------------------------  -------  ------- 
                            1,020    1,055 
------------------------  -------  ------- 
 

Fair value gains represent those arising on the revaluation of listed and unlisted investments held by the Group and any gains or losses arising on related hedge instruments held by the Group.

The fair value gain comprises realised losses of GBP53,000 and unrealised gains of GBP851,000 (2019: GBP149,000 of realised losses and GBP252,000 of unrealised gains).

10 FINANCE EXPENSE

 
                                                       2020     2019 
                                                     GBP000   GBP000 
--------------------------------------------------  -------  ------- 
Interest on lease liabilities                           514        - 
Finance costs on bank loans                             295      912 
Unwinding of discount on contingent consideration         -      213 
Foreign exchange losses                               1,112        - 
--------------------------------------------------  -------  ------- 
                                                      1,921    1,125 
--------------------------------------------------  -------  ------- 
 

Finance costs on bank loans for 2020 mainly represent commitment fees payable on the Group's revolving credit facility.

11 TAXATION

The Group is subject to taxation in the countries in which it operates (the UK, the US and Hong Kong) at the rates applicable in those countries. The total tax charge includes taxes payable for the reporting period (current tax) and also charges relating to taxes that will be payable in future years due to income or expenses being recognised in different periods for tax and accounting periods (deferred tax).

(a) Analysis of charge for the year

 
                                          2020     2019 
                                        GBP000   GBP000 
-------------------------------------  -------  ------- 
Current tax expense: 
UK corporation tax                         124      831 
Foreign taxes                              219      227 
Adjustment in respect of prior years       342      185 
-------------------------------------  -------  ------- 
Total current tax                          685    1,243 
-------------------------------------  -------  ------- 
Deferred tax expense/(credit): 
Charge for the year                      3,388    2,165 
Adjustment in respect of prior years   (1,129)    (380) 
-------------------------------------  -------  ------- 
Total deferred tax                       2,259    1,785 
-------------------------------------  -------  ------- 
 
Total income tax expense                 2,944    3,028 
-------------------------------------  -------  ------- 
 

Tax credits are also recorded in equity in respect of tax deduction on share awards arising due to share prices increases of GBP4,636,000 (2019: GBP251,000) and tax credits on cash flow hedges of GBP13,000. This includes a credit of GBP175,000 to reflect the cancellation of the planned reduction in the UK tax from 19 per cent to 17 per cent that was due to come in to effect from 1 April 2020. The adjustment in respect of prior years in 2020 mainly reflects reductions in the tax expected to be payable on private equity income, recorded in prior years, as result of transactions which took place in the year.

(b) Factors affecting the tax charge for the year

The UK tax rate for the year is 19 per cent. The tax assessment for the period is lower than this rate (2019: lower). The differences are explained below:

 
                                                              2020     2019 
                                                            GBP000   GBP000 
---------------------------------------------------------  -------  ------- 
Profit before tax                                           16,682   18,898 
---------------------------------------------------------  -------  ------- 
 
Tax charge at 19% (2019: 19%)                                3,170    3,591 
Effects of: 
Non-taxable income - contingent consideration adjustment         -    (863) 
Non-deductible expense and charges                              13       20 
Adjustment in respect of historical tax charges              (787)    (195) 
Effect of higher tax rates in foreign jurisdictions             85       95 
Tax losses not recognised                                      463      380 
---------------------------------------------------------  -------  ------- 
Total income tax expense                                     2,944    3,028 
---------------------------------------------------------  -------  ------- 
 

The Group has tax losses of GBP4,467,000 available for offset against future taxable profits in the USA which have not been recognised as deferred tax assets on the basis that, based on current profitability of the USA business we will not be able to utilise them in the next 2 years.

(c) Deferred tax

The deferred tax asset/(liability) included in the consolidated statement of financial position is as follows:

 
                               Share-based                                Income 
                                   payment                               not yet 
                                    scheme  Other assets  Total assets   taxable  Other liabilities  Total liabilities 
                                    GBP000        GBP000        GBP000    GBP000             GBP000             GBP000 
-----------------------------  -----------  ------------  ------------  --------  -----------------  ----------------- 
As at 1 October 2018                 3,613           837         4,450   (2,851)              (313)            (3,164) 
Credit to equity                       251             2           253         -                  -                  - 
Exchange differences on 
 consolidation                           -             2             2         1                  -                  1 
Credit/(charge) to the income 
 statement                           (345)         (603)         (948)     (983)                146              (837) 
-----------------------------  -----------  ------------  ------------  --------  -----------------  ----------------- 
As at 30 September 2019              3,519           238         3,757   (3,833)              (167)            (4,000) 
Credit to equity                     4,636            13         4,649         -                  -                  - 
Exchange differences on 
 consolidation                           -             -             -         6                  -                  6 
Credit/(charge) to the income 
 statement                         (2,953)            40       (2,913)       697               (43)                654 
-----------------------------  -----------  ------------  ------------  --------  -----------------  ----------------- 
As at 30 September 2020              5,202           291         5,492   (3,130)              (210)            (3,340) 
-----------------------------  -----------  ------------  ------------  --------  -----------------  ----------------- 
 

12 EARNINGS PER SHARE

Basic earnings per share ("EPS") is calculated by dividing the profit for the year attributable to ordinary equity holders of the Parent Company (the "Earnings") by the weighted average number of Ordinary Shares outstanding during the year, less the weighted average number of own shares held. Own shares are held in Employee Benefit Trusts ("EBTs").

Diluted EPS includes an adjustment to reflect the dilutive impact of share awards.

The number of shares to be issued under the Restricted Share Units is based on the Impax NH assets under management at the vesting date. Assets under management are currently below the threshold for shares to be issued so the RSUs are currently not dilutive. The put and call arrangement to acquire Impax NH management shares is also currently not dilutive.

 
          Earnings 
           for the 
              year   Shares    Earnings 
            GBP000     000s   per share 
--------  --------  -------  ---------- 
2020 
Basic       13,235  124,572       10.6p 
--------  --------  -------  ---------- 
Diluted     13,235  125,825       10.5p 
--------  --------  -------  ---------- 
2019 
--------  --------  -------  ---------- 
Basic       15,003  122,887       12.2p 
--------  --------  -------  ---------- 
 
Diluted     15,003  124,056       12.1p 
--------  --------  -------  ---------- 
 

Earnings are reduced by GBP503,000 for the year ended 30 September 2020 (2019: GBP867,000) to reflect holders of restricted shares receiving dividends during the vesting period.

The weighted average number of shares is calculated as shown in the table below:

 
                                                               2020     2019 
                                                              000's    000's 
----------------------------------------------------------  -------  ------- 
Weighted average issued share capital                       130,415  130,415 
Less own shares held not allocated to vested LTIP options   (5,843)  (7,528) 
----------------------------------------------------------  -------  ------- 
Weighted average number of Ordinary Shares used in the 
 calculation of basic EPS                                   124,572  122,887 
Additional dilutive shares regarding share schemes            2,451    2,800 
Adjustment to reflect option exercise proceeds and future 
 service 
 from employees receiving share awards                      (1,198)  (1,631) 
----------------------------------------------------------  -------  ------- 
Weighted average number of Ordinary Shares used in the 
 calculation of diluted EPS                                 125,825  124,056 
----------------------------------------------------------  -------  ------- 
 

The basic and diluted number of shares includes vested LTIP option shares on the basis that these have an inconsequential exercise price (1p or 0p).

13 DIVIDS

Dividends are recognised as a reduction in equity in the period in which they are paid or in the case of final dividends when they are approved by shareholders. The reduction in equity in the year therefore comprises the prior year final dividend and the current year interim.

Dividends declared/proposed in respect of the year

 
                                      2020    2019 
                                       pence   pence 
------------------------------------  ------  ------ 
Interim dividend declared per share   1.8     1.5 
Final dividend proposed per share     6.8     4.0 
------------------------------------  ------  ------ 
Total                                 8.6     5.5 
------------------------------------  ------  ------ 
 

The proposed final dividend of 6.8p will be submitted for formal approval at the Annual General Meeting to be held on 18 March 2021. Based on the number of shares in issue at the date of this report and excluding own shares held the total amount payable for the final dividend would be GBP8,838,000.

Dividends paid in the year

 
                                            2020     2019 
                                          GBP000   GBP000 
---------------------------------------  -------  ------- 
Prior year final dividend - 4.0p, 3.0p     5,140    3,864 
Interim dividend - 1.8p, 1.5p              2,302    1,928 
---------------------------------------  -------  ------- 
                                           7,442    5,792 
---------------------------------------  -------  ------- 
 
   14      GOODWILL 

The goodwill balance within the Group at 30 September 2020 arose from the acquisition of Impax Capital Limited on 18 June 2001 (Listed Equity and Private Equity operating segment) and the acquisition of Impax NH in January 2018.

 
                       Goodwill 
                         GBP000 
---------------------  -------- 
Cost 
At 1 October 2018        12,171 
Foreign exchange            633 
---------------------  -------- 
At 30 September 2019     12,804 
---------------------  -------- 
Foreign exchange          (498) 
---------------------  -------- 
At 30 September 2020     12,306 
---------------------  -------- 
 

Impax NH consists of only one cash-generating unit ("CGU"). Goodwill is allocated between CGUs at 30 September 2020 as follows - GBP10,677,000 to Impax NH and GBP1,629,000 to the Listed Equity and Private Equity CGU's.

The Group has determined the recoverable amount of its CGUs by calculating their value in use using a discounted cash flow model. The cash flow forecasts were derived taking into account the budget for the year ended 30 September 2021, which was approved by the Directors in October 2020.

The goodwill on the Listed Equity and Private Equity CGUs arose over 15 years ago and the business has grown significantly in size and profitability since that date. There is accordingly significant headroom before an impairment is required. The main assumptions used to calculate the cash flows in the impairment test for these CGUs were that asset under management would continue at current levels and margins would continue at current levels, that fund performance for the Listed Equity business would be 5 per cent per year and a discount rate of 12.5 per cent. The discount rate was derived from the Group's weighted average cost of capital. There has been no impairment of goodwill related to these segments to date and there would have to be significant asset outflows over a sustained period before any impairment was required. If the discount rate increased by 3 per cent there would no impairment and if fund performance reduced to zero there would be no impairment.

The impairment test for the Impax NH CGU showed no impairment was required and used the following key assumptions - average fund inflows of $0.57bn, fund performance of 5 per cent, an average operating margin of 20 per cent and a discount rate of 12.5 per cent. Changes in the assumptions as follows would individually not give rise to an impairment: a consistent ten per cent decrease in inflows; a 100 basis point annual reduction in performance each year; a 1 per cent annual reduction in operating margin, a 1 per cent increase in discount rate.

15 INTANGIBLE ASSETS

Intangible assets mainly represents the value of the management contracts acquired as part of the acquisition of Impax NH.

 
                           Management 
                            contracts  Software    Total 
                               GBP000    GBP000   GBP000 
-------------------------  ----------  --------  ------- 
Cost 
As at 1 October 2018           27,381       418   27,799 
Additions                           -        97       97 
Foreign exchange                1,635         -    1,635 
-------------------------  ----------  --------  ------- 
As at 30 September 2019        29,016       515   29,531 
Additions                           -        14       14 
Foreign exchange              (1,309)         -  (1,309) 
-------------------------  ----------  --------  ------- 
As at 30 September 2020        27,707       529   28,236 
-------------------------  ----------  --------  ------- 
 
Accumulated amortisation 
As at 1 October 2018            1,890       344    2,234 
Charge for the year             2,528        48    2,576 
Foreign exchange                  203         -      203 
-------------------------  ----------  --------  ------- 
As at 30 September 2019         4,621       392    5,013 
Charge for the year             2,535        66    2,601 
Foreign exchange                (249)         -    (249) 
-------------------------  ----------  --------  ------- 
As at 30 September 2020         6,907       458    7,365 
-------------------------  ----------  --------  ------- 
 
Net book value 
As at 30 September 2020        20,800        71   20,871 
-------------------------  ----------  --------  ------- 
As at 30 September 2019        24,395       123   24,518 
-------------------------  ----------  --------  ------- 
As at 30 September 2018        25,491        74   25,565 
-------------------------  ----------  --------  ------- 
 

16 PROPERTY, PLANT AND EQUIPMENT

 
                                                                 Fixtures, 
                                   Right of      Leasehold        fittings 
                                 use assets   improvements   and equipment    Total 
                                     GBP000         GBP000          GBP000   GBP000 
------------------------------  -----------  -------------  --------------  ------- 
Cost 
As at 1 October 2018                      -          2,059           1,387    3,446 
Additions                                 -             11             294      305 
Foreign exchange                          -              1              20       21 
------------------------------  -----------  -------------  --------------  ------- 
As at 30 September 2019                   -          2,071           1,701    3,772 
Impact of adoption of IFRS 16        10,693              -               -   10,693 
As at 1 October 2019                 10,693          2,071           1,701   14,465 
Additions                                87             22             146      255 
Foreign exchange                      (225)              -               -    (225) 
------------------------------  -----------  -------------  --------------  ------- 
As at 30 September 2020              10,555          2,093           1,847   14,495 
------------------------------  -----------  -------------  --------------  ------- 
 
Accumulated depreciation 
As at 1 October 2018                      -            827             783    1,610 
Charge for the year                       -            143             231      374 
Foreign exchange                          -              -               9        9 
------------------------------  -----------  -------------  --------------  ------- 
As at 30 September 2019                   -            970           1,023    1,993 
Charge for the year                   1,249            146             264    1,659 
Foreign exchange                        (9)              2             (7)     (14) 
------------------------------  -----------  -------------  --------------  ------- 
As at 30 September 2020               1,240          1,118           1,280    3,638 
------------------------------  -----------  -------------  --------------  ------- 
 
Net book value 
As at 30 September 2020               9,315            975             567   10,857 
------------------------------  -----------  -------------  --------------  ------- 
As at 1 October 2019                 10,693          1,101             678   12,472 
------------------------------  -----------  -------------  --------------  ------- 
As at 30 September 2018                   -          1,232             604    1,836 
------------------------------  -----------  -------------  --------------  ------- 
 

Lease arrangements

The Group has adopted IFRS 16 for the first time in these financial statements. Property, plant and equipment therefore includes right-of-use assets in relation to operating leases for the Group's office buildings.

The carrying value of the Group's right of use assets, associated lease liabilities and the movements during the period are set out below.

 
                               Right of 
                              use asset  Lease liabilities 
                                   GBPm               GBPm 
--------------------------  -----------  ----------------- 
At 1 October 2019                10,693             11,991 
New leases                           87                 87 
Lease payments                        -            (1,700) 
Interest expense                      -                514 
Depreciation charge             (1,249)                  - 
Foreign exchange movement         (216)              (221) 
--------------------------  -----------  ----------------- 
At 30 September 2020              9,315             10,671 
--------------------------  -----------  ----------------- 
                            Current                  1,410 
                            Non-current              9,261 
                            -----------  ----------------- 
                                                    10,671 
--------------------------  -----------  ----------------- 
 

All contracts existing at the date of the initial application of IFRS 16 have been captured and recognised under IFRS 16.

The contractual maturities on the undiscounted minimum lease payments under lease liabilities are provided below along with a reconciliation to the lease liability recognised at 1 October 2019:

 
                                                  2020     2019 
                                                GBP000   GBP000 
---------------------------------------------  -------  ------- 
Within one year                                  1,702    1,710 
Between 1 and 5 years                            6,461    6,568 
Later than 5 years                               4,862    6,655 
---------------------------------------------  -------  ------- 
Total undiscounted lease liabilities            13,025   14,933 
---------------------------------------------  -------  ------- 
Impact of discounting                                   (2,936) 
---------------------------------------------  -------  ------- 
Recognition exemption for short term leases                 (6) 
---------------------------------------------  -------  ------- 
Lease liability recognised at 1 October 2019             11,991 
---------------------------------------------  -------  ------- 
 

The Company's London office lease has an extension option of a further five years from June 2027, subject to a rent review, which are not included in the above numbers on the basis that it is not yet reasonably certain that it will be exercised.

17 TRADE AND OTHER RECEIVABLES

 
                                    2020     2019 
                                  GBP000   GBP000 
-------------------------------  -------  ------- 
Trade receivables                  3,512    2,412 
Other receivables                    685    1,479 
Prepayments and accrued income    16,538   12,849 
-------------------------------  -------  ------- 
                                  20,735   16,740 
-------------------------------  -------  ------- 
 

18 CURRENT ASSET INVESTMENTS

The Group makes seed investments into its own Listed Equity funds and also invests in its Private Equity funds. Where the funds are consolidated the underlying investments are shown in the table below. Investments made are shown below.

 
                         Total 
                        GBP000 
---------------------  ------- 
At 1 October 2018        4,349 
Additions                2,522 
Fair value movements     (155) 
Fund deconsolidation      (53) 
Repayments/disposals   (2,037) 
---------------------  ------- 
At 30 September 2019     4,626 
Additions                  758 
Fair value movements       952 
Repayments/disposals   (1,949) 
---------------------  ------- 
At 30 September 2020     4,387 
---------------------  ------- 
 

19 CASH AND CASH EQUIVALENTS, CASH INVESTED IN MONEY MARKET FUNDS AND LONG-TERM DEPOSITS

Cash and cash equivalents under IFRS does not include deposits in money market funds or cash held in deposits with an original maturity of more than three months. However the Group considers its total cash reserves to include these amounts. Cash held in Research Payment Accounts ("RPAs") is collected from funds managed by the Group and can only be used towards the cost of researching stocks. A liability of an equal amount is included in trade and other payables. This cash is also excluded from cash reserves. A reconciliation is shown below:

 
                                                               2020     2019 
                                                             GBP000   GBP000 
----------------------------------------------------------  -------  ------- 
Cash and cash equivalents                                    20,245   11,939 
Cash invested in money market funds and long-term deposit 
 accounts                                                    18,516   15,235 
Less: cash held in RPAs                                     (1,363)    (968) 
----------------------------------------------------------  -------  ------- 
Cash reserves                                                37,398   26,206 
----------------------------------------------------------  -------  ------- 
 

The Group is exposed to interest rate risk on the above balances as interest income fluctuates according to the prevailing interest rates. The average interest rate on the cash balances during the year was 0.3 per cent (2019: 0.3 per cent). A 0.1 per cent increase in interest rates would have increased Group profit after tax by GBP32,000. An equal change in the opposite direction would have decreased profit after tax by GBP32,000.

The credit risk regarding cash balances of the operating entities of the Group is spread by holding parts of the balance with RBS International, Lloyds Bank, Citizens Financial Group (all with Standard & Poor's credit rating A-2) and the Bank of New Hampshire (unrated) with the remainder in money market funds managed by BlackRock and Goldman Sachs (both with a Standard & Poor's credit rating of AAA).

20 TRADE AND OTHER PAYABLES

 
                                        2020     2019 
                                      GBP000   GBP000 
-----------------------------------  -------  ------- 
Trade payables                           305    2,231 
Taxation and other social security     3,285    2,454 
Other payables                         4,550    4,050 
Accruals and deferred income          19,844   14,846 
-----------------------------------  -------  ------- 
                                      27,984   23,581 
-----------------------------------  -------  ------- 
 

The most significant accrual at the year-end relates to variable staff remuneration.

21 LOANS

To part fund the acquisition of Impax NH the Group signed a debt facility with RBS. The facility consisted of a US$13 million term loan repayable annually over a three year term and a US$13 million revolving credit facility ("RCF") with a five year tenor. The term loan incurred interest at US LIBOR plus 2.9 per cent and the revolving credit facility at US LIBOR plus 3.3 per cent. On completion of the acquisition the Group drew down the term loan in full and US$12 million of the revolving credit facility. During 2018 the RCF was repaid in full, but remains available. During 2019 the term loan was repaid in full.

A reconciliation of the movement on the loan is provided below

 
                              2020      2019 
                            GBP000    GBP000 
-------------------------  -------  -------- 
At beginning of the year         -     9,978 
Repayments                       -  (10,371) 
Foreign exchange                 -       393 
At end of the year               -         - 
-------------------------  -------  -------- 
 

22 ORDINARY SHARES

 
                                              2020                2019     2020     2019 
Issued and fully paid            No of shares/000s   No of shares/000s   GBP000   GBP000 
------------------------------  ------------------  ------------------  -------  ------- 
At 1 October and 30 September              130,415             130,415    1,304    1,304 
------------------------------  ------------------  ------------------  -------  ------- 
 
   23      OWN SHARES 
 
                                                   No of Shares/000s   GBP000 
-------------------------------------------------  -----------------  ------- 
At 1 October 2018                                          9,724,146    5,420 
Satisfaction of option exercises and RSS vesting         (1,879,770)  (1,047) 
EBT purchases                                              1,181,390    2,505 
-------------------------------------------------  -----------------  ------- 
At 30 September 2019                                       9,025,766    6,878 
Satisfaction of option exercises and RSS vesting         (5,105,507)  (3,891) 
EBT purchases                                              1,266,608    4,223 
-------------------------------------------------  -----------------  ------- 
At 30 September 2020                                       5,186,867    7,210 
-------------------------------------------------  -----------------  ------- 
 

Included within Own Shares are 4,747,723 shares held in a nominee account in respect of the Restricted Share Scheme.

24 FINANCIAL COMMITMENTS

At 30 September 2020 the Group has outstanding commitments to invest up to the following amounts into private equity funds that it manages.

-- EUR203,000 (2019: EUR203,000) into Impax New Energy Investors LP; this amount could be called on in the period to 31 December 2020;

-- EUR113,000 (2019: EUR113,000) into Impax New Energy Investors II LP; this amount could be called on in the period to 22 March 2021; and

-- EUR2,137,000 into Impax New Energy Investors III LP (2019: EUR2,994,000); this amount could be called on in the period to 31 December 2026.

The Group has initially acquired an ca. 83.3 per cent interest of Impax NH's share capital. Impax NH's management and staff shareholders (the "Management Shareholders"), representing the remaining ca.16.7 per cent of Impax NH's issued share capital will retain their shareholding until 2021 when if either Impax or the Management Shareholders exercise a put and call option arrangement, the Group will acquire their entire holding for US$8.3 million and up to $6.3 million of Contingent Consideration. This would be paid in 2021 in Impax equity and/or cash, as the Group elects.

Contingent Consideration may also be payable to the sellers of the 83.3 per cent stake. This will be determined based on Impax NH's average AUM as at 30 June 2020, 30 September 2020 and 31 December 2020 and will rise linearly from zero, if Impax NH's average AUM is not more than US$5.5 billion, to US$37.5 million for the entire share capital of Impax NH, if Impax NH's average AUM is $8 billion or above.

Given the actual AUM at 30 June 2020 and 30 September 2020 and the projected AUM at 31 December 2020 we have estimated that no Contingent Consideration will be payable.

25 RECONCILIATION OF PROFIT BEFORE TAX TO CASH GENERATED FROM OPERATIONS

This note should be read in conjunction with the Consolidated cashflow statement. It provides a reconciliation to show how profit before tax, which is based on accounting rules, translates to cashflows.

 
                                                                   2020     2019 
                                                                 GBP000   GBP000 
--------------------------------------------------------------  -------  ------- 
Profit before taxation                                           16,682   18,898 
Adjustments for income statement non-cash charges and 
 finance income/expense: 
Depreciation of property plant and equipment and amortisation 
 of intangible assets                                             4,260    2,952 
Finance income                                                  (1,020)  (1,055) 
Finance expense                                                   1,921    1,125 
Share-based payment charges                                       1,813    1,160 
Non-controlling interest                                              -    (156) 
Contingent Consideration credit                                       -  (3,543) 
Adjustments for statement of financial position movements: 
Increase in trade and other receivables                         (3,995)  (1,135) 
Increase in trade and other payables                              4,721    2,602 
--------------------------------------------------------------  -------  ------- 
Cash generated from operations                                   24,382   20,848 
--------------------------------------------------------------  -------  ------- 
 

26 NEW ACCOUNTING STANDARDS

New standards, interpretations and amendments adopted during the year

IFRS 16 Leases

The Group has applied IFRS 16 for the first time for its annual reporting period commencing on 1 October 2019. IFRS 16 replaces IAS 17 Leases and is effective for reporting periods beginning on or after 1 January 2019.

Where the Group is a lessee, IFRS 16 requires operating leases to be recorded in the Group's statement of financial position, reflecting a lease liability and an associated right-of-use ("ROU") asset. The lease liability is initially measured at the present value of the future contractual cash flows remaining under the lease term, discounted using the Group's incremental borrowing rate. Interest is subsequently accrued on the lease liability and presented as a component of finance costs, and calculated using the effective interest method to give a constant rate of return over the life of the lease whilst the liability is reduced by the lease payments. The ROU asset is initially measured at the amount of the lease liability plus initial direct costs incurred by the lessee, adjusted for any lease incentives and the estimated cost of restoration obligations. The ROU asset is presented within property, plant and equipment and depreciated over the lease term as the benefit of the lease is consumed. The Group applies judgement in assessing whether to include options to extend or cancel the lease. All relevant factors that could create an economic incentive to exercise the option are considered and the option is included if it is reasonably certain to be exercised. After the lease commencement date, the Group reassesses the lease term if there is a significant change in circumstances that is within its control and affects the likelihood that it will exercise (or not exercise) the option.

The Group has measured the IFRS 16 ROU assets and lease liabilities as if the standard had always been applied but based on an incremental borrowing rate at the date of initial adoption, 1 October 2019. Comparative information has not been restated as the Group has applied the modified retrospective approach with the cumulative effect of initially applying the standard recognised as an adjustment to the opening retained earnings at 1 October 2019. The Group has applied the optional exemption in the standard which permits the cost of short-term (less than 12 months) leases to be expensed on a straight-line basis over the lease term. These lease arrangements are not material to the Group.

As a result of applying IFRS 16, the Group has recognised lease liabilities and ROU assets at 1 October 2019 of GBP11,991k and GBP10,693k respectively in respect of leases over its office buildings. The Group has also eliminated the accrual of GBP1,051k previously required to straight line lease charges over the lease life. These adjustments have reduced the Group's net assets by GBP247k which is recorded as a reduction in retained earnings at 1 October 2019. The weighted average incremental borrowing rate applied to the lease liabilities on 1 October 2019 was 4.76 per cent.

New Standards and Interpretations not yet adopted

There were no other Standards or Interpretations that were in issue and required to be adopted by the Group as at the date of authorisation of these consolidated financial statements. No other Standards or Interpretations have been issued that are expected to have a material impact on the Group's financial statements.

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